Everyone in Dodge City is excited when the Harry Elko's Varieties Show arrives. However, Mr. Elko and some of the performers have nefarious plans in mind to use the distraction of the circus show as cover for their criminal activity. Fortunately for the Dodge City citizens, Marshal Dillon quickly catches on to their scheme, as he has heard reports of bank robberies in the same cities where the circus performs.
There are some truly great performances in this episode, which work with a non-conventional plot that offers few surprises. Walter Burke, who seemingly appeared in every television show made during this time period, plays the leader of the circus, Harry Elko. Ken Scott makes his only Gunsmoke appearance in this episode as the circus strong man who develops a crush on Festus's girlfriend, April. Scott appeared in many television shows over the years, often in smaller roles.
Isabel Jewell plays the fortune teller Madame Ahr. In the 1930s and early 1940s, Jewell was a highly-regarded actress. She played the part of Emmy Slattery in Gone With the Wind. As the years went by, she found it more and more difficult to find work. She was arrested for passing bad checks and DUI in the late 1950s. By the time this episode was made, her acting career was almost non-existent.
Warren Oates was great in pretty much everything he did. He plays one of the circus troupe named Speeler here. Oates appeared in a total of 10 different Gunsmoke episodes over the years.
Elizabeth MacRae makes her fourth and final appearance as Festus Haggen's on-again, off-again girlfriend April Clomely. This is the first and only appearance April makes during Season 10, with all of her other appearances coming during the previous season.
Burt Reynolds makes one of his few remaining appearances as Quint Asper in this episode, although he is only present briefly.